We have audited the accompanying financial statements ofM/s. Kataria Industries Limited
[CIN:U27300MP2004PLC029530] (herein referred to as “theCompany"), which comprise the balance sheet as at March31, 2025, the statement of Profit and Loss, and thestatement of cash flows for the year then ended, and notesto the financial statements, including material accountingpolicies and other explanatory information.
In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidfinancial statements give the information required by theCompanies Act 2013 (“the Act") in the manner so requiredand give a true and fair view in conformity with theAccounting Standards prescribed under section 133 of theAct and other accounting principles generally accepted inIndia, of the state of affairs of the Company as at March 31,2025, its profits and its cash flows for the year ended onthat date.
We conducted our audit of the financial statements inaccordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditor'sResponsibilities for the Audit of the Financial Statementssection of our report. We are independent of the Companyin accordance with the Code of Ethics issued by theInstitute of Chartered Accountants of India (“ICAI") togetherwith the ethical requirements that are relevant to our auditof the financial statements under the provisions of the Actand rules made there under, and we have fulfilled our otherethical responsibilities in accordance with theserequirements and the ICAI's Code of Ethics. We believe thatthe audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on thefinancial statements.
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of thefinancial statements of the current period. These mattersare addressed in the context of our audit of the financialstatements as a whole, and in forming our opinion thereon,and we do not provide a separate opinion on these matters.
The key audit matter
How the matter was addressed in our audit
I. Issue of shares in initial public offer and
utilization of proceeds from the issue.
(See note 2 to the financial statements)
We have decided this item as a key audit
matter because -
i. Shares were issued at premium,
ii. Statutory obligation of the Company toutilize the proceeds of money for objectsstated in the prospectus filed for initialpublic offer, and
iii. Complexity in application of recognition andmeasurement principles.
Our audit procedures included the following:
> Understanding the Company's process and procedures forrecognition and measurement of financial instruments (equityshares) issued.
> Evaluating the design, Implementation and testing theoperating effectiveness of Company's key internal related tothe Company's process relating to the recognition andmeasurement of the financial instrument (equity shares).
> Read minutes of meetings to verify the approvals by the boardof directors.
> Assessing the methods used to value the financial instruments(equity shares) and ensuring ourselves of the consistency ofaccounting methods.
> Performed necessary procedures to verify the accuracy ofamounts disclosed in the financial statements (equity shares)for compliance with applicable Indian Accounting Standardsand accounting principles generally accepted in India.
> Assessing the adequacy of disclosures provided in the financialstatements in respect of issue of financial instruments (equityshares).
II. Acquisition of a manufacturing unit from M/sRatlam Wires Private Limited (See note 42 tothe financial statements)
We have decided this item as a key auditmatter because of -
i. substantial amount of assets acquired andliabilities assumed and
ii. complexity in application of recognition andmeasurement principles
> Understanding the agreement executed by the Company toacquire a manufacturing unit from another Company.
> Understanding the Company's process and procedures forrecognition and measurement of financial instruments (equityshares) acquired.
> Evaluating the design, implementation and testing theoperating effectiveness of Company's key internal related tothe Company's process relating to the recognition andmeasurement of the financial instrument.
> Assessing the methods used to value the financial instrumentsand ensuring ourselves of the consistency of accountingmethods.
The Company's management and Board of Directors areresponsible for the other information. The other informationcomprises the information included in the Company'sannual report, but does not include the financial statementsand our auditor's report thereon. The Company's annualreport is expected to be made available to us after the dateof this auditor's report.
Our opinion on the financial statements does not cover theother information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the financial statements, ourresponsibility is to read the other information identifiedabove when it becomes available and, in doing so, considerwhether the other information is materially inconsistentwith the financial statements or our knowledge obtained inthe audit or otherwise appears to be materially misstated.
The Company's management and Board of Directors areresponsible for the matters stated in section 134(5) of theAct with respect to the preparation of these financial
statements that give a true and fair view of the state ofaffairs, profits and cash flows of the Company inaccordance with the accounting principles generallyaccepted in India, including the Accounting Standardsspecified under section 133 of the Act. This responsibilityalso includes maintenance of adequate accounting recordsin accordance with the provisions of the Act forsafeguarding of assets of the Company and for preventingand detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent;and design, implementation and maintenance of adequateinternal financial controls, that were operating effectivelyfor ensuring the accuracy and completeness of theaccounting records, relevant to the preparation andpresentation of the financial statements that give a true andfair view and are free material misstatement, whether dueto fraud or error.
In preparing the financial statements, management isresponsible for assessing the company's ability to continueas a going concern, disclosing, as applicable, mattersrelated to going concern and using the going concern basisof accounting unless Board of Directors either intends toliquidate the company or to cease operations, or has notrealistic alternative to do so.
The Board of Directors are also responsible for overseeingthe Company's financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and toissue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance, but is nota guarantee that an audit conducted in accordance with theSAs will always detect material misstatement when it exists.Misstatements can arise from fraud or error and areconsidered material if, individually or in aggregate, theycould reasonably be expected to influence the economicdecision of the users taken on the basis of these financialstatements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professional skepticismthroughout the audit. We also:
> Identify and assess the risk of material misstatement ofthe financial statements, whether due to fraud or error,design and perform audit procedures responsive to thoserisks, and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk ofnot detecting a material misstatement resulting fromfraud is higher than for one resulting from error, as fraudmay involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.
> Obtain an understanding of internal controls relevant tothe audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3) ofthe Act, we are also responsible for expressing ouropinion on whether the Company has adequate internalfinancial control system in place and the operatingeffectiveness of such control.
> Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates andrelated disclosures made by management and Board ofDirectors.
> Conclude on the appropriateness of management's andBoard of Director's use of the going concern basis ofaccounting in preparation of financial statements and,based on the audit evidence obtained, whether a materialuncertainty exists related to events or conditions thatmay cast significant doubt on the Company's ability tocontinue as a going concern. If we conclude that amaterial uncertainty exists, we are required to drawattention in our auditor's report to the related disclosuresin the financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions arebased on the audit evidence obtained up to the date ofour auditor's report. However, future events or conditions
may cause the Company to cease to continue as a goingconcern.
> Evaluate the overall presentation, structure and contentof the financial statements, including the disclosures, andwhether the financial statements represent the underlyingtransactions and events in a manner that achieves fairpresentation.
We communicate with those charged with governanceregarding, among other matters, the planned scope andtiming of audit and significant audit findings, including anysignificant deficiencies in internal control that we identifyduring our audit.
We also provide those charge with governance with astatement that we have complied with relevant ethicalrequirements regarding independence, and tocommunicate with them all relationships and other mattersthat may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the financial statements ofcurrent period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law orregulation preclude public disclosure about the matter orwhen, in extremely rare circumstances, we determine that amatter should not be communicated in our report becausethe adverse consequences of doing so would reasonably beexpected to outweigh the public interest benefits of suchcommunication.
1. As required by the Companies (Auditor's Report) Order,2020 (“the order") issued by the Central Government interms of section 143 (11) of the Act, we give in “AnnexureA" a statement on the matters specified in paragraph 3and 4 of the order, to the extent applicable.
2. As required by section 143(3) of the Act, based on ouraudit, we report that:
a. We have sought and obtained all the information andexplanations which to the best of our knowledge andbelief were necessary for the purpose of our audit.
b. In our opinion, proper books of accounts as requiredby law have been kept by the Company so far as itappears from our examination of those books, exceptfor certain matters in respect of audit trail as stated inparagraph 3(vi) below.
c. The balance sheet, the statement of Profit and Loss,and the statements of Cash Flow dealt with by thisreport are in agreement with relevant books ofaccount,
d. In our opinion, the aforesaid financial statementscomply with the Accounting Standards specified undersection 133 of the Act, read with Rule 7 of theCompanies (Accounts) Rules, 2014,
e. On the basis of written representations received fromthe directors as on March 31, 2025 taken on record bythe Board of Directors, none of the directors isdisqualified as on March 31, 2025 from being appointedas a director in terms of section 164(2) of the Act.
f. The modifications relating to the maintenance ofaccounts and other matters connected therewith inrespect of audit trail are as stated in paragraph 2(b)above on reporting under section 143(3)(b) of the Actand paragraph 3(vi) below on reporting under rule 11(g)of the Companies (Audit and auditors) Rules, 2014.
g. With respect to adequacy of the internal financialcontrols over financial reporting of the Company andthe operating effectiveness of such controls, refer toour separate report in “Annexure A".
3. With respect to the other matters to be included in theAuditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, in ouropinion and to the best of our information and accordingto the explanation given to us:
i. The Company has disclosed the pending litigationswhich may have impact on its financial position in itsfinancial statements. (Refer Note 38 to the financialstatements.)
ii. The Company did not have any long-term contracts forwhich there were any material foreseeable losses.
iii. There has been no occasion or requirement to transferany amount to the Investor Education and ProtectionFund by the Company.
iv. (a) The management has represented that, to the bestof its knowledge and belief, as disclosed in notes 41(i)to the financial statements, no funds have beenadvanced or loaned or invested (either from borrowedfunds or share premium or any other sources or kind offunds) by the company to or in any other persons orentities, including foreign entities (“intermediaries)with the understanding, whether recorded in writing orotherwise, that the intermediary shall :
• directly or indirectly lend or invest in other persons orentities identified in any manner whatsoever by or onbehalf of the company (“Ultimate beneficiary")
or
• provide any guarantee, security or the like to or onbehalf of the Ultimate Beneficiaries.
(b) The management has represented that, to the best
of its knowledge and belief, as disclosed in notes 41(i)to the financial statements, no funds have beenreceived by the company from any persons or entities,including foreign entities (“Funding Parties"), with theunderstanding, whether recorded in writing orotherwise, that the company shall:
• directly or indirectly, lend or invest in other personsor entities identified in any manner whatsoever by oron behalf of the Funding Party (“UltimateBeneficiaries")
• provide any guarantee, security or the like from or onbehalf of the Ultimate Beneficiaries; and
(c) Based on such audit procedures as consideredreasonable and appropriate in the circumstances,nothing has come to our notice that has caused to usto believe that the representations under sub-clause (i)and (ii) of Rule 11(e) under sub-clause (iv)(a) and (iv)(b)contain any material misstatement.
v. The company has neither declared nor paid anydividend during the year.
vi. Based on our examination which included test checksand in accordance with requirements of theImplementation Guide on Reporting on Audit Trailunder Rule 11(g) of the Companies (Audit and Auditors)Rules, 2014, except for the instances mentioned below,the Company has used accounting softwares formaintaining its books of account, which have a featureof recording audit trail (edit log) facility and the samehas operated throughout the year for all relevanttransactions recorded in the respective softwares:
a. The feature of recording audit trail (edit log) facilitywas not enabled to log any direct data changes for theaccounting software used for recording andmaintaining payroll information.
Further, where audit trail (edit log) facility was enabledand operated throughout the year, we did not comeacross any instance of audit trail feature beingtampered with during the course of our audit.
The back-up of audit trail (edit log) has been preservedby the Company as per the statutory requirements forrecord retention.
4. With respect to the matter to be included in the Auditor'sReport under section 197(16) of the Act:
In our opinion and according to the information andexplanations given to us, the remuneration paid by theCompany to its directors during the current year is inaccordance with the provisions of section 197 of the Act.The remuneration paid to any director is not in excess ofthe limit laid down under section 197 of the Act.
For Ashok Kumar Agrawal & Associates
Chartered AccountantsFirm Reg. No. 022522C
CA Ashok Kumar Agrawal
Place: Indore (Proprietor)
Date: 28th May 2025 Membership No.: 071274
UDIN: 25071274BMMJZQ8317